An investor in Inergy Holdings filed a Lawsuit in Missouri State Court L.P. on behalf of current investors of Inergy Holdings, L.P. (NYSE:NRGP) alleging breach of fiduciary duty by certain members of the Inergy Holdings board of directors in connection with the attempt to sell by Inergy Holdings, L.P. to Inergy L.P.
According to the complaint the plaintiff alleges that the defendants breached their fiduciary duty by the attempt to sell Inergy Holdings, L.P. to Inergy L.P. through an unfair process at an unfair consideration. On Monday, August 09, 2010, Inergy, L.P. (NYSE:NRGY) and Inergy Holdings, L.P. (NYSE:NRGP) announced a agreement that, upon completion, will result in the merger of the two partnerships. Under the terms of the merger agreement, Inergy Holdings, L.P. (NRGP) unitholders will receive 0.77 Inergy, L.P. (NRGY) common units in exchange for each Inergy Holdings, L.P. (NRGP) common unit they own. According to Inergy Holdings, L.P. the offer represents a premium to Inergy Holdings, L.P. (NRGP) unitholders of approximately 10% based upon the 20-trading day average closing prices of both securities ending August 3, 2010.

Shares of Inergy Holdings, L.P. (NRGP) traded recently at roughly $32.20 per unit before the announcement and increased in response to the news to $32.82 per share.

But the offer provides is less than 6 percent when using the August 6 closing prices of both companies and at least one analyst has set a price target of $35 per unit. The plaintiff claims, among other things, that the defendants agreed to a $20million termination fee and an agreement that locks up approximately 58% of the Company’s voting common units in favor of the proposed acquisition, which makes the unitholder vote to approve the takeover a mere formality than a fair process.